1

FEDERAL ELECTION COMMISSION

WASHINGTON, D.C. 20463

BEFORE THE FEDERAL ELECTION COMMISSION

In the Matter of )

) MUR 7889

SIG SAUER, Inc., et al. )

)

STATEMENT OF REASONS OF VICE CHAIRMAN SEAN J. COOKSEY AND

COMMISSIONERS ALLEN DICKERSON AND JAMES E. “TREY” TRAINOR, III

The Complaint in this matter was straightforward. It named one respondent—SIG 

SAUER, Inc.—and alleged that the firearms manufacturer made a prohibited federal-contractor 

contribution to an independent expenditure-only political committee (“IEOPC”).1 SIG SAUER 

admitted to an inadvertent violation and sought a refund, and the Commission unanimously 

agreed to conciliate the offense with SIG SAUER, consistent with the Office of General 

Counsel’s (“OGC”) recommendations.2

We could not, however, legitimize OGC’s attempt to go further. Based on this Complaint

solely against SIG SAUER, OGC not only engaged in an ultra vires investigation of other 

companies without Commission approval, but it further proposed a broader investigation of the 

IEOPC based upon unsubstantiated speculation about parties’ personal knowledge. We rejected 

that course of action, and we provide this statement to explain why.3

I. Factual and Legal Background

Gun Owners Action Fund (“GOAF”) is an IEOPC founded on December 10, 2020, 

formed for the apparent purpose of making independent expenditures in the then-impending 

runoff elections for the U.S. Senate in Georgia less than one month later.4In that short period, 

GOAF reported $1,951,302 in independent expenditures supporting and opposing candidates in 

1 Complaint at 1 (Mar. 17, 2021), MUR 7889 (SIG SAUER, Inc.). 

2 Response of SIG SAUER, Inc. at 1 (April 27, 2021), MUR 7889 (SIG SAUER, Inc.); Certification (Jan. 11, 

2022), MUR 7889 (SIG SAUER, Inc.).

3 Certification (Jan. 11, 2022), MUR 7889 (SIG SAUER, Inc.); Certification (Dec. 15, 2022), MUR 7889 

(SIG SAUER, Inc.).

4 First General Counsel’s Report at 5 (Nov. 16, 2021), MUR 7889 (SIG SAUER, Inc.). See also Democratic 

Congressional Campaign Comm. v. FEC, 831 F.2d 1131, 1135 (D.C. Cir. 1987) (establishing the requirement that 

“[t]he Commission or the individual Commissioners” provide a statement of reasons why the agency “rejected or 

failed to follow the General Counsel’s recommendation”).

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the two Georgia runoffs.

5 GOAF’s activities were funded by nine contributions from another 

IEOPC and from firms in the firearms industry.6

SIG SAUER was one such contributor, giving GOAF $100,000 on December 31, 2020.7

At that time, SIG SAUER also held at least two contracts with the federal government for 

firearm sales.8 Federal contractors are prohibited from making political contributions under 52 

U.S.C. § 30119(a)(1), and the Commission has enforced that prohibition with respect to IEOPC 

contributions.9 Those facts formed the basis of the Complaint filed against SIG SAUER.

When confronted with the Complaint, SIG SAUER pleaded ignorance and pointed the 

finger at GOAF, saying it relied on GOAF’s expertise and attaching to its response an email 

solicitation for GOAF from the owners of Daniel Defense—another firearms manufacturer and 

GOAF contributor.10 GOAF, for its part, denied having any knowledge of SIG SAUER’s federalcontractor status.11 The matter appeared set for routine Commission enforcement and 

conciliation.

But issues arose when OGC did not limit itself to the allegations and the facts presented

and instead, while preparing its First General Counsel’s Report, broadened the matter’s scope

beyond the Complaint. OGC not only recommended conciliation with SIG SAUER, but also 

proposed an investigation against GOAF for supposedly knowingly soliciting a federal 

contractor.

12 What’s more, OGC undertook its own investigation of Daniel Defense—who was 

not named in the Complaint—and proceeded to name it as a respondent without Commission 

authorization.13

Because of the factual and legal infirmities underlying OGC’s recommendations as to

GOAF and Daniel Defense, the Commission did not adopt those recommendations. Instead, the 

Commission voted to conciliate with SIG SAUER and to close the file.14

5

Id.

6

Id. at 5–6.

7

Id. at 6.

8

Id. at 3–4.

9 See, e.g., MUR 7843 (Marathon Petroleum Co.); MUR 7842 (TonerQuest, Inc.). SIG SAUER did not raise 

any constitutional objection to the statute’s enforcement. We nonetheless continue to harbor doubts about the 

constitutionality of the federal-contractor prohibition as applied to IEOPC contributions. See Statement of Reasons 

of Vice Chair Dickerson and Commissioners Cooksey and Trainor at 6 (Oct. 13, 2021), MUR 7180 (GEO 

Corrections Holdings, Inc.). 

10 Response of SIG SAUER, Inc. at 1–2 & Attach. A (April 27, 2021), MUR 7889 (SIG SAUER, Inc.).

11 Response of GOAF at 2 (April 23, 2021), MUR 7889 (SIG SAUER, Inc.) (“[T]o be abundantly clear, 

GOAF did not have knowledge of SSI’s federal contractor status until after this Complaint was filed.”).

12 First General Counsel’s Report at 12–13, 15 (Nov. 16, 2021), MUR 7889 (SIG SAUER, Inc.).

13 Id. at 13–14.

14 Certification (Dec. 15, 2022), MUR 7889 (SIG SAUER, Inc.).

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II. Legal Analysis

OGC’s recommendations against GOAF and Daniel Defense failed for separate and 

distinct reasons. While the former substituted speculation for evidence of personal knowledge 

required under the law, the latter was legally tainted by OGC’s ultra vires conduct. We address 

each in turn.

A. OGC’s Allegations against GOAF Were Unfounded

First, we rejected OGC’s recommended reason-to-believe finding and proposed 

investigation against GOAF for knowingly soliciting a contribution from a federal government 

contractor. We did so because, under the proper legal standard, we could find reason to believe 

only if GOAF acted with actual knowledge of SIG SAUER’s contractor status. OGC speculated 

that GOAF nevertheless was aware of these facts, but GOAF explicitly denied such knowledge 

and OGC lacked credible information suggesting that this denial was false. 

The Federal Election Campaign Act of 1971, as amended (“the Act”), prohibits federal 

government contractors from engaging in certain kinds of political speech. The statute not only 

bans federal contractors from making political contributions, but also prohibits anyone from 

knowingly soliciting such a contribution.15 The adverb in the solicitation offense—knowingly—

is critical. It establishes a mens rea element that is required to show a solicitation offense, which 

need not be present when pursuing the contributor. The mens rea requirement applies to each 

actus reus element of the offense: (1) a solicitation, (2) of a contribution, (3) from a federal 

government contractor. An offender must have knowledge of all three elements, but the scienter 

requirement will most often be at issue with respect to the solicitee’s federal-contractor status.

The Commission has promulgated no regulations elucidating the mens rea element for a 

federal-contractor solicitation offense.

16 Indeed, we have not found a single previous 

enforcement matter in which the Commission has applied the solicitation prohibition for federal 

contractors.

Congress’s decision to require that an unlawful solicitation be “knowing” is not routine. 

The immediately preceding text of the Act places no such requirement on violations of the 

contractor contribution ban itself. But solicitations are speech of a most direct kind, as the 

Supreme Court has recognized in applying strict scrutiny to such solicitations while declining to 

do so for political contributions.

17 We accordingly have a special responsibility to give effect to 

the limited scope of the Act’s prohibition. In our view, in the absence of contrary regulatory 

language, and with solicitude for the constitutional equities involved, we believe the best 

interpretation of “knowing” in the context of unlawful solicitation of a federal contractor is just 

15 52 U.S.C. § 30119(a)(1)–(2). 

16 Compare 11 C.F.R. § 115.2, with 11 C.F.R. § 110.20(a)(4) (providing regulatory definitions for 

“knowingly” with respect to the foreign-national prohibition). 

17 Compare Riley v. Nat’l Fed’n of the Blind, 487 U.S. 781, 791–92 (1988), with Buckley v. Valeo, 424 U.S. 

1, 25 (1976) (per curiam).

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that—knowledge of the relevant facts that make a particular solicitation illegal, including the 

prohibited status of the person solicited.

Under this standard, it is apparent from the record that OGC lacked any information—

beyond speculation and conjecture—that any agent of GOAF had actual knowledge of SIG 

SAUER’s status as a federal contractor. At the outset, GOAF unequivocally denied that it had 

actual knowledge of any contributor’s federal-contractor status. And GOAF correctly points out 

that the Complaint itself provides no such indication—indeed, it does not even make the 

accusation that OGC claims the Commission should pursue. 

Instead, OGC relies on what it could gather of its own accord to establish the solicitor’s 

knowledge, which is generally lacking. In its attempt to establish GOAF’s agents’ specific 

knowledge of SIG SAUER’s federal-contractor status, OGC points to publicity around SIG 

SAUER’s contracts to furnish the federal government with firearms.18 OGC goes on to suggest 

that GOAF’s founder, Chris Cox, must have been aware of that fact because he had previously 

worked for the National Rifle Association of America, and it was therefore “improbable,” in 

OGC’s estimation, that Cox “could be unaware that the fourth largest firearms manufacturer in 

America ... was a government contractor.” 19

As for the owners of Daniel Defense—whom OGC concludes were acting as agents of 

GOAF—OGC ventures that it must have been “common knowledge” in the firearms industry 

that SIG SAUER was, on that date, a federal contractor.

20 OGC then goes on to argue, tellingly, 

that “[e]ven if the [Daniel Defense owners] were not aware of this or other specific contracts, 

they were certainly aware of a substantial probability that SIG was a federal contractor and, at a 

minimum, should have reasonably inquired whether SIG was a federal contractor.”21 That latter 

point, of course, would not constitute “knowledge” of SIG SAUER’s federal contractor status, 

even if it were true.

The Commission cannot authorize an investigation based upon “[u]nwarranted legal 

conclusions from asserted facts or mere speculation.”22 Nor will it find reason-to-believe when a 

complaint “consists of factual allegations that are refuted with sufficiently compelling evidence

provided in the response to the complaint.”23 OGC’s analysis as to the solicitation offense gives 

short shrift to GOAF’s denial, which it sets aside based upon conjecture about what, in OGC’s 

view, Respondents must have known at the time, based on assumptions about the parties’ 

industry knowledge and awareness of particular news articles. Weighed against explicit denials, 

that is simply insufficient to support reason to believe that these parties solicited SIG SAUER 

while having actual knowledge of SIG SAUER’s federal contract.

18 First General Counsel’s Report at 3–4, 12–13 (Nov. 16, 2021), MUR 7889 (SIG SAUER, Inc.).

19 Id. at 12–13.

20 Id.

21 Id. at 12.

22 Statement of Reasons of Commissioners Mason, Sandstrom, Smith, and Thomas at 2 (Dec. 21, 2000), 

MUR 4960 (Clinton) (citations omitted).

23 Id.

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“Plainly, mere ‘official curiosity’ will not suffice as the basis for FEC investigations, as it 

might in others.”24 The Supreme Court has warned that “the power of compulsory process [must] 

be carefully circumscribed when the investigative process tends to impinge on such highly 

sensitive areas of freedom of speech or press, freedom of political association, and freedom of 

communication of ideas.”25 Considering those standards, and considering the dearth of facts 

supporting OGC’s proposed findings and investigation with respect to GOAF, we voted to find 

no reason to believe GOAF violated 52 U.S.C. § 30119(a)(2) by knowingly soliciting a 

contribution from a federal contractor. 

B. OGC’s Ultra Vires Investigation of Daniel Defense Was Unauthorized

We next turn to OGC’s recommendation to pursue enforcement against Daniel Defense

for making a prohibited federal-contractor contribution. Daniel Defense is not a named party in 

the Complaint, nor even mentioned.26 Yet while reviewing GOAF’s reports filed with the 

Commission that included SIG SAUER’s contribution, OGC made the unilateral decision to 

engage in an investigation of GOAF’s other contributors, to check their federal-contractor status, 

and to name one as an additional Respondent in the matter. All of this was done without 

Commission authorization and outside of established Commission procedures. 

First, OGC told the Commission that the allegations against Daniel Defense arose “in the 

normal course of analyzing the Complaint.”27 But we can conceive of no reason—and OGC 

provides none—why OGC would need to investigate other contributors’ federal-contractor status 

in order to assess the merits of a Complaint against SIG SAUER. Nor would other contributors’ 

federal-contractor status have been found in plain view from OGC’s review of the Complaint’s 

allegations or Commission reports. Rather, it was only through extracurricular and unauthorized 

snooping into unnamed parties that Daniel Defense was included in this matter.28

Strikingly, in its notification letter, OGC did not tell Daniel Defense that the allegations 

arose from review of the Complaint or provide Daniel Defense with a copy,

29 but instead 

represented that OGC “ascertained information in the normal course of carrying out its 

supervisory responsibilities.”30 Of course, that is different from what it told the Commission, but 

even if it were true, OGC would still have violated Commission procedures. 

24 FEC v. Machinists Non-Partisan Political League, 655 F.2d 380, 388 (D.C. Cir. 1981). 

25 Sweezy v. New Hampshire, 354 U.S. 234, 245 (1957).

26 Complaint (Mar. 17, 2021), MUR 7889 (SIG SAUER, Inc.).

27 First General Counsel’s Report at 3–4, 12–13 (Nov. 16, 2021), MUR 7889 (SIG SAUER, Inc.).

28 See Statement of Reasons of Vice Chairman McGahn at 7 (September 16, 2013), MUR 6576 (Wright 

McCleod for Congress) (citing “instances in the past ... where OGC has taken information obtained during the 

course of a pre-RTB investigation and used it to name respondents not included in the original complaint”). 

29 It is understandable why OGC would not acknowledge to Daniel Defense that the Complaint was the origin 

of the allegations or provide a copy—the Complaint did not actually contain any allegations against Daniel Defense.

30 Notification to Daniel Defense (Feb. 16, 2022), MUR 7889 (SIG SAUER, Inc.).

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Relevant here, the Act provides two distinct avenues for the Commission to pursue 

enforcement, each with its own substantive and procedural safeguards. One path is complaintdriven, while the other arises from “information ascertained in the normal course of carrying out 

[the Commission’s] supervisory responsibilities.”31 As past Commissioners have observed, OGC 

has conflated these two processes,

32 and this matter represents another example.

Under the Act, complaint-generated matters must be based on sworn allegations from a 

third party, must be transmitted to the respondent within five days, and must allow a respondent 

fifteen days to file a response.33 Federal courts have observed that the Commission does not have 

legal authority to name whomever it likes as a respondent to a complaint—the statute does not 

provide that discretion.

34 After considering the complaint and responses, the Commission “may 

find ‘reason to believe’ only if a complaint sets forth sufficient specific facts, which, if proven 

true, would constitute a violation of [the Act].”35 If it finds reason to believe by four affirmative 

votes, it is then up to the Commission to authorize an investigation, pursue conciliation, or 

proceed with some other course of action authorized by law.

36

By contrast, matters generated from the exercise of the Commission’s supervisory 

responsibilities are governed by Commission Directive 6.37 That Directive sets forth the 

circumstances under which internally generated matters may be initiated and the procedures to

bring them before the Commission for consideration. Critically, Directive 6 mandates that “[n]o 

non-routine reviews of reports or other documents shall be conducted by Commission staff 

members without specific prior approval of the Commission.”38 Instead, the Directive provides a 

specific process for how OGC should undertake non-routine reviews of reports, subject to 

Commission approval, and how it must handle referrals or documents from other government 

agencies.39 But OGC did not follow those procedures here.

31 52 U.S.C. § 30109(a)(2).

32 Statement of Reasons of Vice Chairman McGahn and Commissioner Hunter at 4–6 (Sept. 18, 2013), MUR 

6462 (Donald J. Trump, et al.).

33 52 U.S.C. § 30109(a)(1) (setting forth the requirements for proper filing and handling of a complaint with 

the Commission). 

34 Nader v. FEC, 823 F. Supp. 2d 53, 67 (D.D.C. 2011) (“The FEC has not identified any statutory or other 

authority for the proposition that, despite the Act’s clear language, it has discretion to notify whomever it wants as 

“respondents” to the administrative complaint. The statute clearly strips the agency of that discretion.”).

35 Statement of Reasons of Commissioners Mason, Sandstrom, Smith, and Thomas at 1 (Dec. 21, 2000), 

MUR 4960 (Clinton).

36 See 52 U.S.C. §§ 30107(a), 30109(a).

37 See FEC Directive 6, Handling of Internally Generated Matters (April 21, 1978), available at 

https://www.fec.gov/resources/cms-content/documents/directive_06.pdf. See also 52 U.S.C. § 30109(a)(2) 

(providing two distinct bases for an enforcement action: a properly filed complaint or information ascertained in the

normal course of carrying out [the Commission’s] supervisory responsibilities”). 

38 Id. at 4.

39 Id. at 4–5. 

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OGC tries to have it both ways. By conflating two distinct methods for generating 

enforcement matters, it complied with the procedural safeguards of neither. The result is a

roving, standardless, and extra-legal investigation prior to any reason-to-believe finding, 

unmoored from Commission rules and oversight.40 Past Commissioners have consistently 

criticized these ad hoc practices, which undermine the statutory scheme and lack appropriate

guardrails.41

OGC’s investigation of other outside parties, conducted without Commission approval, 

was ultra vires. The inclusion of Daniel Defense in this matter is fruit from that poisonous tree. 

Because OGC’s naming of Daniel Defense as a respondent resulted from an ultra vires 

investigation, we declined to consider it in this matter and voted to dismiss Daniel Defense as a 

respondent, consistent with past Commissioners’ practice.

42

* * *

The Commission unanimously agreed to pursue enforcement based upon the allegations 

actually raised in the Complaint. But for the foregoing reasons, we could not agree with OGC’s 

proposal to launch a sweeping investigation into other parties. We therefore rejected OGC’s 

recommendations as to GOAF and Daniel Defense in this matter, and the Commission closed the 

file.43

_________________________________ January 20, 2023

Sean J. Cooksey Date

Vice Chairman

__________________________________ January 20, 2023

Allen Dickerson Date

Commissioner

_________________________________ January 20, 2023

James E. “Trey” Trainor, III Date

Commissioner

40 Statement of Reasons of Vice Chairman McGahn and Commissioner Hunter at 3–6 (Sept. 18, 2013), MUR 

6462 (Donald J. Trump, et al.).

41 See, e.g., Statement of Reasons of Vice Chairman Petersen and Commissioners Hunter and McGahn (June 

1, 2009), MUR 6056 (Protect Colorado Jobs); Statement of Reasons of Vice Chairman McGahn and Commissioner 

Hunter at 6–16 (July 25, 2013), MUR 6540 (Rick Santorum for President).

42 Statement of Reasons of Vice Chairman McGahn and Commissioner Hunter at 16 (July 25, 2013), MUR 

6540 (Rick Santorum for President) (“The news articles OGC discovered in its pre-RTB investigation were not 

properly before the Commission, and have thus been excluded from our analysis of this matter.”). 

43 Certification (Dec. 15, 2022), MUR 7889 (SIG SAUER, Inc.).

MUR788900088